Ocean's Eleven

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For the 1960 film, see Ocean's 11.
Ocean's Eleven
Ocean's Eleven 2001 Poster.jpg
Theatrical release poster
Directed by Steven Soderbergh
Produced by Jerry Weintraub
Screenplay by Ted Griffin
Story by George C. Johnson
Jack Golden Russell
Based on Ocean's 11 
by Harry Brown
Charles Lederer
George Clayton Johnson
Jack Golden Russell
Starring George Clooney
Matt Damon
Andy García
Brad Pitt
Julia Roberts
Music by David Holmes
Cinematography Steven Soderbergh (as Peter Andrews)
Edited by Stephen Mirrione
Distributed by Warner Bros. Pictures
Release dates
  • December 7, 2001 (2001-12-07) (US)
Running time
117 minutes
Country United States
Language English
Budget $85 million
Box office $450.7 million

Ocean's Eleven is a 2001 American comedy heist film and a remake of the 1960 Rat Pack film of the same name. The 2001 film was directed by Steven Soderbergh and features an ensemble cast including George Clooney, Brad Pitt, Matt Damon, Don Cheadle, Andy García, and Julia Roberts. The film was a success at the box office and with critics. It was the fifth highest-grossing film of 2001.

Soderbergh directed two sequels, Ocean's Twelve in 2004 and Ocean's Thirteen in 2007, which make up the Ocean's Trilogy. Another "Ocean's" film is in development as of 2015 with an all-female cast.[1][2]


Following release from prison, Daniel "Danny" Ocean (George Clooney) violates his parole by traveling to California to meet his partner-in-crime and friend Rusty Ryan (Brad Pitt) to propose a caper. The two go to Las Vegas to pitch the plan to wealthy friend and former casino owner Reuben Tishkoff (Elliott Gould). The plan consists of simultaneously robbing the Bellagio, The Mirage, and the MGM Grand casinos. Reuben's familiarity with casino security makes him very reluctant to get involved, but when he starts to think of it as a good way to get back at his rival, Terry Benedict (Andy García), who owns all three casinos, Reuben agrees to finance the operation. Because the casinos are required by the Nevada Gaming Commission to have enough cash on hand to cover all their patrons' bets, the three predict that, on the upcoming night of a highly anticipated boxing match, the Bellagio vault will contain more than $150,000,000.

Danny and Rusty recruit eight former colleagues and criminal specialists: Linus Caldwell (Matt Damon), a young and talented pickpocket; Frank Catton (Bernie Mac), a casino worker and con man; Virgil (Casey Affleck) and Turk Malloy (Scott Caan), a pair of gifted mechanics; Livingston Dell (Eddie Jemison), an electronics and surveillance expert; Basher Tarr (Don Cheadle), an explosives expert; Saul Bloom (Carl Reiner), an elderly con man; and "The Amazing" Yen (Shaobo Qin), an accomplished acrobat. Several of the team members carry out reconnaissance at the Bellagio to learn as much as possible about the security, the routines and behaviors of the casino staff, and the building itself. Others create a precise replica of the vault with which to practice maneuvering through its formidable security systems. During this planning phase, the team discovers that Danny's ex-wife, Tess (Julia Roberts), is Benedict's girlfriend. Rusty urges Danny to give up on the plan, believing Danny incapable of sound judgment while Tess is involved, but Danny refuses.

When the plan is put in motion, Danny goes to the Bellagio in order to be seen by Benedict, who, as expected, has him locked in a storeroom to be beaten by a bouncer called Bruiser. Bruiser, however, is a friend of Danny's, and he allows him to leave through a ventilation shaft, to meet with his team in the vault. Linus poses as a gaming commission agent and reveals to Benedict that one of his employees, Ramon Escalante, is actually Frank Catton, an ex-con. Linus and Frank stage a faux confrontation in Benedict's presence so that Linus can steal the vault access codes written on a piece of paper in Benedict's jacket. Yen is smuggled into the vault by the Malloy brothers to assist in triggering the explosive from the inside. Saul sneaks explosives into the casino vault by posing as a wealthy international arms dealer who needs especially secure safekeeping for his valuables and then pretends to have a heart attack that draws the security men's attention away from the vault monitors, and is subsequently treated by Rusty posing as a doctor.

The team activates a stolen EMP device to temporarily disrupt the casino's electrical power, allowing them to breach the vault undetected. As Benedict attempts to restore order following the power outage, Rusty anonymously calls him on a cell phone that Danny had earlier planted in Tess's coat. Rusty tells him that the vaults are being raided and that all the money will be destroyed if Benedict does not cooperate in loading half the money into a van waiting outside. Benedict observes video footage of the vault that confirms Rusty's claims and complies in moving the money but orders his men to follow the van after it departs and calls a SWAT team to secure the vault and the other half of the money. The SWAT team's arrival results in a shootout which causes the incineration of the half of the money left in the vault. After assuring Benedict that the casino is secure, the officers depart at Benedict's insistence.

Benedict's men following the van discover it is being driven by remote control, and that, instead of money, it contains duffel bags full of flyers advertising prostitutes. Benedict realizes that the vault video feed he had been watching was pre-recorded, as the vault floor in the footage lacked the Bellagio logo, which had only recently been installed. A flashback reveals that Danny had used the vault replica to create the fake video Benedict had seen. The rest of the team posed as S.W.A.T. officers and took all of the money in the vault when responding to Benedict's call for police assistance. Benedict then returns to the room where he left Danny and finds him still there, apparently still being worked over by Bruiser, leaving him with no way to connect Danny to the theft. As Tess watches via security surveillance, Danny tricks Benedict into saying he would give up Tess in exchange for the money. Danny then says, "All right. I know a guy. We were in the joint together. Anybody pulls a job in the western US, he knows about it. Give me 72 hours. I'll find out who took your money". Benedict, humiliated, orders his men to escort Ocean off the premises and inform the police that Ocean is violating his parole by being in Las Vegas. Tess leaves Benedict and exits the hotel just in time to see Danny arrested. When he is released after serving "three to six months" for his parole violation, he is met by Rusty and Tess, and the three drive off, closely followed by Benedict's bodyguards.


Part of the cast of the 2001 film Ocean's Eleven at Incirlik Air Base, Turkey. The cast from left to right is Brad Pitt, George Clooney, Matt Damon, Andy Garcia, Julia Roberts and director, Steven Soderbergh.

Ocean's Eleven[edit]

  • George Clooney portrays Danny Ocean, a slick con-man, recently paroled from prison, who develops the idea of robbing three Las Vegas casinos in one night. Ocean is calm, honest, suave and insightful in his actions, in spite of his illegal nature.
  • Brad Pitt portrays Rusty Ryan, Danny's right-hand man. A reformed ex-partner of Ocean's, Rusty is a well-connected asset to the team. Rusty is seen eating, usually fast food, in nearly every scene in which he appears.
  • Matt Damon portrays Linus Caldwell, a naive yet highly talented pickpocket whose parents are famous and well-regarded thieves. Danny recognises plenty of potential in Linus, and drafts him to the team, though Linus is the toughest to convince.
  • Don Cheadle portrays Basher Tarr, a munitions expert and former co-conspirator of Rusty and Danny's. He speaks with an exaggerated cockney accent, and in spite of his intelligence, can be very dramatic.
  • Bernie Mac portrays Frank Catton, an old friend of Rusty and Danny's with a slightly metrosexual personality. He acts as the inside man for the heist.
  • Scott Caan portrays Turk Malloy, half of the Mormon twins that Danny employs as drivers and leg-men for the job. Turk is aggressive and confident and is frequently feuding with his brother.
  • Casey Affleck portrays Virgil Malloy, the other half of the Malloy boys. Virgil is more mild-mannered, polite and friendly than his brother, but can also become very sarcastic and arrogant.
  • Carl Reiner portrays Saul Bloom, an aged and experienced con man, employed by the crew to impersonate a number of people for their job. Saul proves to be tough for Rusty to convince to get involved, but seeking excitement in his retirement, he signs on.
  • Elliott Gould portrays Reuben Tishkoff, a wealthy and influential casino mogul, and old friend of Danny and Rusty. He acts as the bankroll for the job, and serves as a wise advisor for a number of the crew, particularly Linus.
  • Eddie Jemison portrays Livingston Dell, a freelance technology specialist who is recruited to the team to complete computer hacking and associated tasks. He has a neurotic, anti-social personality and is extremely uncomfortable when he isn't sitting at his PC.
  • Shaobo Qin portrays "The Amazing" Yen, a slight Chinese acrobat who acts as the crew's greaseman, which often involves contortion and aerobatic feats.

Other main cast members[edit]

Cameo roles[edit]


In January 2000, it was announced that Warner Bros. was moving forward with Steven Soderbergh on development for an Ocean's Eleven remake, starring George Clooney, Brad Pitt, and Julia Roberts. Johnny Depp was being considered for Linus Caldwell, while Luke and Owen Wilson were in discussions to play the Malloy twins.[3] However, the Wilson brothers had to vacate due to their commitment to The Royal Tenenbaums.[4] The decision to use an ensemble cast of movie stars led to various actors dropping out over conflicting schedules and asking prices that Warner Bros. referred to as "an affordable budget".[3] Mike Myers,[3] Bruce Willis, Ewan McGregor,[4] Alan Arkin and Ralph Fiennes were among those to drop out.[5] Filmmakers Joel and Ethan Coen were considered as replacements for the Wilson brothers, but Soderbergh cast Scott Caan and Casey Affleck instead. Mark Wahlberg was eventually cast as Linus Caldwell, but left in favor of starring in another remake, Planet of the Apes, and was subsequently replaced with Matt Damon.[5] Clooney's commitment to Ocean's Eleven forced him to turn down the lead role in Unfaithful.[6]



The film holds an 82% "Certified Fresh" rating at Rotten Tomatoes[7] and a 74/100 weighted average score on Metacritic based on the reviews of 35 mainstream critics.[8] People magazine called the film "pure fun from start to finish,"[9] and included it in its end-of-year Best of Screen list.[10] Newsweek said Ocean's Eleven "bounces along with finger-snapping high spirits," and said that while Soderbergh has "made deeper films, ...this carefree caper movie is nothing to sneeze at."[11] Time magazine's reviewer Richard Corliss criticized the film, saying it "doesn't offer much."[citation needed] In a poll during November 2008, Empire magazine called Ocean's Eleven the 500th best film on The 500 Greatest Movies of All Time.[citation needed] For Don Cheadle's role in this film, he needed to learn to speak with a cockney accent, which drew harsh reviews from critics and is recognized as being one of the worst accents in film.[12] Cheadle commented on his accent, saying "My British friends... tell me [it's] a truly terrible London accent in Ocean's 13. You know something, I really worked on that accent. Went to London, spoke to people, got to know it... my agent said it was fine, so I'm stuck with this thing. Even though everyone laughs at me. So I sacked her, of course".[13]

Entertainment Weekly put "The Ocean's Eleven heist scene" on its end-of-the-decade, "best-of" list, saying, "Featuring three impregnable Vegas casinos and 11 ring-a-ding criminals, Steven Soderbergh's 2001 roll of the dice provided the most winning robbery sequence of the decade."[14]

Box office[edit]

Ocean's Eleven had a budget of about $85 million. On its opening weekend, it grossed an estimate of $38 million and was the top box office draw for the weekend.[15] The film grossed $183,417,150 in the United States and grossed $267,311,379 overseas leaving a worldwide gross of $450,728,529.[16]

Adaptation and sequels[edit]

Takarazuka Revue adapted the movie as a musical in 2011–2012 in Japan (Takarazuka Grand Theater; Tokyo Takarazuka Theater). The production was performed by Star Troupe and the cast included Reon Yuzuki as Danny Ocean, Nene Yumesaki as Tess Ocean and Shio Suzumi as Rusty Ryan.[17]

Soderbergh directed two sequels, Ocean's Twelve in 2004 and Ocean's Thirteen in 2007, which make up the Ocean's Trilogy. A new "Ocean's Eleven" film with an all-female cast led by Sandra Bullock is in development as of October 2015. It was conceived by producer Jerry Weintraub, Soderbergh and Clooney. Olivia Milch is to write the screenplay, and Gary Ross is to direct.[18]



  1. ^ Perez, Rodrigo (2015-10-29). "Exclusive: All-Female ‘Ocean’s Eleven’ In The Works Starring Sandra Bullock, With Gary Ross Directing". The Playlist. 
  2. ^ Sullivan, Kevin P. (2015-10-30). "Sandra Bullock will lead an all-female Ocean's Eleven reboot". Entertainment Weekly. 
  3. ^ a b c Michael Fleming (January 26, 2000). "‘Eleven’ a fit for Pitt; Mark on ‘Honeymoon’". Variety. Retrieved March 16, 2015. 
  4. ^ a b Michael Fleming (2000-09-11). "Inside Move: Strikes cause A-list shuffles". Variety. Retrieved March 16, 2015. 
  5. ^ a b Michael Fleming (September 12, 2000). "HBO looks at real estate for Garofalo". Variety. Retrieved March 16, 2015. 
  6. ^ Staff (May 21, 2000). "Clooney may be ‘Unfaithful’". Variety. Retrieved March 16, 2015. 
  7. ^ "Ocean's Eleven". Rotten Tomatoes. Retrieved 2008-02-07. 
  8. ^ "Ocean's Eleven Reviews". Metacritic. Retrieved 2014-01-10. 
  9. ^ Leah Rozen (2001-12-10). "Picks & Pans: Screen". People: 56. 
  10. ^ "Best of Screen". People: 56. 2001-12-31. 
  11. ^ David Ansen (2001-12-17). "Boys Just Wanna Have Fun". Newsweek: 138. 
  12. ^ Don Cheadle's terrible accent - Monsters and Critics
  13. ^ The Worst British Accents Ever | Empire | www.empireonline.com
  14. ^ Geier, Thom; Jensen, Jeff; Jordan, Tina; Lyons, Margaret; Markovitz, Adam; Nashawaty, Chris; Pastorek, Whitney; Rice, Lynette; Rottenberg, Josh; Schwartz, Missy; Slezak, Michael; Snierson, Dan; Stack, Tim; Stroup, Kate; Tucker, Ken; Vary, Adam B.; Vozick-Levinson, Simon; Ward, Kate (December 11, 2009), "The 100 Greatest Movies, TV Shows, Albums, Books, Characters, Scenes, Episodes, Songs, Dresses, Music Videos, And Trends That Entertained Us Over The Past 10 Years". Entertainment Weekly. (1079/1080):74-84
  15. ^ "Ocean's $38.1 Million". Internet Movie Database. Retrieved December 31, 2010. 
  16. ^ "Ocean's Eleven". The Numbers. Retrieved December 31, 2010. 
  17. ^ 宝塚歌劇 星組公演『オーシャンズ11』
  18. ^ "Exclusive: All-Female ‘Ocean’s Eleven’ In The Works Starring Sandra Bullock, With Gary Ross Directing". Indiewire. 29 October 2015. 

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